The New and Improved Keely Teslow
by Macaulay10
Summary: Keely thinks she knows exactly who she is... until she meets Phil Diffy.


**The New and Improved Keely Teslow**

"So I guess it wouldn't be cool if you were seen with me."

"Probably not," Keely said, trying to ignore the knots that were forming in her stomach at the look on his face. But… really, it wouldn't be cool. This was the same guy that, only the day before, told an entire classroom that he loved math and looked forward to getting to know all of his classmates "as individuals." Who said that kind of thing nowadays? And the way he'd dressed the day before! Well, no one at her school forgot such things. And she had a reputation to uphold. She was not just anyone. She was Keely Teslow. She was popular. Her best friend was Tia. And she knew how Tia felt about Phil. She thought he was a loser. And in the past, she'd always thought exactly what Tia thought. They'd always agreed on everything.

They had to agree on this as well. And, so, for very obvious reasons, she clearly could not be seen with…

"Phil!" she said, pulling him down, noticing he was about to… to… stand up and be seen! The horror! "They'll see you! Let me just take a look and see if the coast is clear."

For someone who was so good at math, he could really be clueless, she thought as she lifted her eyes above the table to take a look around. She had just told him about cliques! And he was going to just stand up and be seen by Tia? Tia! Oh no, she'd spotted her.

"Keely?"

She was panicking. Tia might see Phil under the table! Might see that she was hanging out with… the weird, new kid. Who, she couldn't help remembering, wasn't so weird, once you got past the strange first-day-at-a-new-school outfit. Who was also… kind of nice. Kind of funny. Helping her. And not just helping her, but actually explaining things to her like she was an intelligent person! And making her understand everything. That had been great. Empowering.

Nice.

Oh, god, what was Tia doing? She was scooting into the booth. But Phil…

… was gone.

He was not under the table, not on the dance floor. She looked around and then finally spotted him.

He walked to the door, his head and shoulders hanging. As if he sensed her looking at him, he turned around and looked at her too, his eyes not concealing his hurt feelings.

She had been so concerned about being seen with him by Tia, so concerned about her own feelings, she hadn't even thought about him. About how her words had hurt his feelings. Clearly. She could see it in his eyes. And with a resigned, sad look, he walked out of the restaurant.

She… she had hurt someone's feelings. She had never done that before! Not as far as she could remember. And this guy… he was nice and funny and sweet… he'd offered to help her, and what had she done?

She'd pulled him aside so no one would see them, she had made sure to take him where no one would see them… and he'd been oblivious to it all! She had been relieved that he hadn't seemed to notice her plan. But… he'd noticed now. She had told him, basically, that she could not be seen with him.

He was new. He didn't know anyone. He had probably thought they were becoming friends. Until she told him in no uncertain terms "no." "Not with you; I could never be friends with you, I can't even be seen with you."

She'd hurt him badly. She'd seen that in his eyes.

And for what?

She looked at Tia, who was trying to get her attention. "Earth to Keely! God, you look like you just lost your best friend! What's wrong?"

When Keely didn't say anything, Tia just giggled. "Did you _see _what Kristina Preston was wearing today? Those shoes with that top! My… god… seriously."

Oh, right. She'd hurt him for this.

All for this.

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Walking into Algebra class the next day was a new experience for Keely. Just two days before, she had walked in with all the confidence in the world. The Most Popular Girl. Everyone Loves Keely. She had, as usual, had no clue what was going on in class, and knew she'd at best pull a D. She pretended not to care because she was so used to it.

But on this day… that girl was gone. A new Keely Teslow walked into class. When she got to class, she noticed him right away. Phil Diffy. He saw her, but looked down. Yesterday, his second day of school, he'd waved to her, because they'd met on his first day. But today… he didn't wave. He looked at Tia quickly and then down at the worksheet on his desk. He obviously thought he shouldn't wave to her. He didn't want to embarrass her. How could she have been so mean? Everyone always talked about how Keely Teslow was the nicest girl! But… she'd seen herself in the mirror last night, and she didn't see that girl at all. And she wanted to. She just had to find the strength to fix things.

She sat down at her desk and looked at the problem on the board and was elated to see that she could actually answer it! Phil had really helped her! He made all the confusing signs and letters and numbers finally make sense, in a way that none of her teachers ever had. It was so exciting! She really was a new person. She was getting excited about math.

Tia leaned over to her. "I'll bet the weird new kid is so excited for the test today. Because he loves math," she said, imitating him.

"You know, Tia… I think I'm starting to love math a little myself!" Keely said, smiling.

Tia looked at her like she'd grown a third eye, but she didn't care. If they were truly friends, they didn't have to agree on everything. And… it felt so much better to be herself. To be just Keely Teslow. Not Keely, Tia's best friend, who agrees with everything she says. She didn't agree with everything she said. She didn't agree with making fun of people who were different from them, or being mean to someone who was just so nice and had done nothing to deserve it. She was about to change, and while it was kind of scary and she didn't want to lose Tia, it really felt great.

Keely noticed a younger girl, who looked to be in the seventh grade class, walk in. Walk up to Phil. She sat back in her chair, so she could listen. She might have been changing for the better, but it didn't mean she had to change all at once. Giving up eavesdropping on top of everything else was a bit much to ask!

"Phil, this school stinks! The people are too nice," the girl whispererd. Keely realized it must have been his younger sister.

"You're upset because the people are too nice? Pim, consider yourself lucky."

"But you know me, Phil. I hate nice!"

"I know, Pim. But listen, it's only our third day of school. Just try to be nice to people, and, now I know this will be hard for you, try to make some friends. Our time will be better spent if we actually have a friend or two to hang out with."

"Hm. Well I don't know. And I definitely can't be friends with Mary Sunshine over there. But… have you made any of these 'friends' you speak of?" Pim asked.

"No, not really. But that's because I'm still figuring out how the school works. There's a lot of cliques here. I'm still trying to figure out which ones are okay for me to be in. But don't worry. There's some nice people here. We'll be fine. Even you'll be fine."

"Figures. You're looking for nice people. I'm looking for mean ones. If we swapped places, we might actually be happy."

"I don't know about that. But you should go or you'll be late for class."

"Right. Because the 'bell' is about to ring. I don't know about you, Phil, but I'm thinking children going from place to place when a bell rings? Sounds an awful lot like servants."

"Well that's the way it works here."

And just then the bell rang.

"Off with you, servant child!" he said.

The younger girl scurried out of the room, shooting her brother a mean look that Keely herself could see right through. She could tell their little pep talk had helped her. It showed her even more how nice this guy was. He was special. Different. He cared about people.

And… and she wanted to be his friend.

She was about to turn and offer an apology for her behavior on his first couple days of school. But, of course… the teacher began handing out the tests. And once she saw hers and realized she knew most of what was on it well, she was only too excited to lose herself in it, for the first time ever, confident that she would do well on it.

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She'd gotten a B! It was… it was amazing! It felt amazing! Her teacher was so happy, she'd nearly cried. She was beyond elated, herself! She wanted to tell the world, it just felt so great. But… the one person she realized she absolutely wanted and needed to share it with didn't think he was even allowed to talk to her. The one person who had made this feeling possible.

She didn't see him until lunch. But the moment she spotted him, she grabbed her tray and ran over to where he was standing, talking to the one guy that had been truly nice to him since he had started at the school.

When he finally turned and noticed her standing there, he looked shocked, looked around quickly, not sure if this was supposed to be another undercover meeting.

"Phil! Guess what?" she said, looking for a way to break the ice. "I got a B on my Algebra test!"

She was relieved when he smiled genuinely at that. And she couldn't help but notice that he had a killer smile.

"It's not an A, but it's not a D! My mom will totally want to hang it on the fridge. I'll probably let her!" she finished, in a rush, her nerves making her babble even more so than usual.

"That's great," he said.

"I just wanted to say thank you," she said seriously. She hadn't even thanked him for anything he'd done. She'd been too preoccupied the day before with being popular and maintaining her cool reputation.

Instead of saying something along those lines, which he could have, she was surprised and touched to hear him say, with a smile, "and I just wanted to say you're welcome."

He began walking away, then, clearly thinking she had just come over to share her good news and finally thank him for what he'd done for her. But… she had more to say.

"I also wanted to apologize for the way I acted last night. I was really rude," she said, her voice low. She just could not believe how rude she could have been to someone that had been so nice to her.

With a casual wave of the hand, but a sad look on his face, he said, "it's okay. I'm sure it's not easy being popular."

She opened her mouth to tell him that she didn't want to be popular. Or nerdy. Or anything. She didn't want to be classified and defined in any way. She wanted to be Keely Teslow, who actually enjoyed math and was nice to everyone and didn't care about what anyone thought about her, just what she thought about herself! She wanted to say that…

… but Tia walked over, telling her to come sit with her.

She looked back at Phil. He was sitting alone with that guy. That guy who she'd gone to school with for at least a year, whose name she did not even know. And he had been the only person who had welcomed Phil to this school properly, nicely. She wanted to be his friend too. Because Phil, she knew now, was her friend. She had a feeling, if she played her cards right, he could become a good friend, too. And any friend of Phil's would be a friend of hers too.

"I'll, uh, see you around, right?"

Phil looked up at her, surprised, once again, that she was talking to him openly. He nodded. He seemed confused that she was suggesting she wanted to be his friend. And of course he was confused! She hadn't really done anything yet to show him she was serious. The only action that spoke louder than words so far, was her action last night, which hurt his feelings.

"Is anyone sitting here?"

She put her tray on his table. She wanted to show him. She needed to take action, and really show him! He smiled, but still looked a little confused.

"Keely, what are you doing?" Tia asked, walking over.

"I'm having lunch with Phil and…"

"… Seth Wossomer."

Phil looked down and then at her, smiling.

And he smiled even bigger when Keely tried to ask Tia why the cliques in the school were so exclusive.

She had done it. This action, this moment… she showed him who she really was. Showed him she was someone he might want to have as a friend.

"Just promise me this is a one-time thing," Tia said.

Keely smiled and promised no such thing. If she had her way, there would be a lot more lunches, a lot more memories with Phil Diffy. Because he was different, he was nice, he was so great… and he was her friend now.


End file.
